Research On The Application Of Special Management Shareholder Right System In China's State-owned Media Enterprises

News,publishing,radio,television and other media organizations in China has been regarded as the party and the government's “mouthpiece.” However,in the process of the development of socialist market economy,China's media organizations have gradually changed from “institutions” to “enterprise organizations.” China's state-owned media enterprises face a dilemma between achieving public welfare goals and profit targets.In this context,special management shareholder rights been proposed by the academic circles as a new system to solve this dilemma.The party and government departments have also introduced corresponding policies in the top-level documents and local policies to support the application of special management units in state-owned media enterprises.On the one hand,it aims at improving the financing ability of corporate and improving the efficiency of corporate governance to build state-owned media enterprises into real market players,it's also an inevitable requirement for the marketization of enterprises.On the other hand,it guarantees the state's control over state-owned media enterprises,making the state-owned media enterprises,as the tongue and throat of political parties,play an active role in the formation of national ideology and social values and the guidance of public opinion.China currently supports the special management shareholder rights at the macro policy level,but there are still many disputes about the specific model choice and legal system design.According to common sense,any company should follow the statutory corporate governance rules.However,due to differences in the types and business objectives of the company,the company will also have different governance models.From the perspective of international experience,the model of special shareholding structure mainly has two modes: dual-class share structure and golden share.Dual-class share structure is mainly used in the Internet,high-tech companies and some media enterprises.Golden share endow the government with the ultimate veto power in the process of privatization of state-owned enterprises,so as to avoid the state-owned enterprises after privatization from violating national policies and social welfare goals.Based on the economic-social background of China and the characteristics of state-owned media enterprises,this thesis analyzes the application of special management shareholder rights system in China's state-owned media enterprises should refer to dual-class share structure and learns from foreign advanced experience,from system building principle,scopes of application and applicable objects,corporate governance supervision mode and information disclosure system and so on five aspects,proposed the specific institutional construction path of state-owned media enterprises applying special management shareholder rights.In addition to the introduction and conclusion,this thesis includes four parts:The first part is an overview of the special management shareholder rights applicable to China's state-owned media enterprises.Analysis of the background of the application of special management shareholder rights in China's state-owned media enterprises,namely the need to construct a modern corporate governance system,develop mixed ownership and respond to severe external environments.On this basis,the thesis make clear the connotation of special management shareholder rights,that is,when the state-owned capital fades out of state-owned media enterprises,it's a special stockholding that maintains the control of state-owned shareholders on the enterprise.Finally,it explains the theoretical basis for the application of special management shareholder rights in state-owned media enterprises.One is the theory of shareholder heterogeneity,shareholders are not homogeneous groups,and there are differences in investment objectives,rational judgment ability of investment purpose and pursuit of interests.The other is the analysis of law and economics.That is,the transaction cost of an enterprise will directly affect the behavior of rational investors and the efficiency of corporate governance,while the change of internal governance structure will directly affect the transaction costs of the company,balance the internal interests to a certain extent.The second part introduces the evolution of the system for the application of special management shareholder rights stocks in China's state-owned media enterprises.There are two kinds of special share structure outside the region,one is the dual-class share structure with different voting rights,the other is the “golden share” with veto rights afterwards.The institutional background and application of these two shareholding structures are different.By analyzing and comparing the dual-class share structure and the “golden stock” structure,can be found,based on China's state-controlled media enterprise with the characteristics of public welfare and profit-making and the state hopes that the state-owned media enterprises will become bigger and stronger rather than privatize them,choose dual-class share structure in our country as a building model of special management shareholder rights is more reasonable.The third part analyzes the institutional obstacles to the application of special management shareholder rights in China's state-owned media enterprises.When state-owned media enterprises in China apply the system of special management shareholder rights,there are mainly four problems: first,the object of application.From the existing documents,the object and scope of application of special management shareholder rights are not clear,lacking of specific provisions as a guide.Second,the issue of corporate governance,the special management unit is actually giving the state-owned shareholders special voting rights,once the operation is biased,it may strengthen internal control,increase agency costs,etc.Third,the channels for the protection of non-state-owned shareholders' rights are imperfect.At present,the protection of shareholders' rights is mainly the remedy after the fact,and the practice effect is not good.In the current situation of diversified and complicated infringement methods and means,the protection demands of non-state-owned shareholders' rights cannot be met.Fourth,the problem of information disclosure,due to the imperfect existing information disclosure system and the lower illegal costs of information disclosure,enterprises often conceal major information,resulting in the failure of investors and the public to obtain effective information in a timely manner.The fourth part discusses the system construction of China's state-owned media enterprises applying special management shareholder rights.At present,the construction and improvement of the new management system of special management shareholder rights,we should first adhere to the correct principle such as the principle of social standard,the principle of separation of powers and checks and balances,and the principle of gradual and orderly progress.Secondly,it's clear that the special management shareholder rights is only applicable to matters involving social public interest and public opinion orientation in state-owned media enterprises that have both public welfare and profit-making objectives,and proposes to improve the supervision model of corporate governance,and then improves the shareholder litigation system such as establish a class action system,and finally strengthen information disclosure system,In order to promote the implementation of Special management shareholder rights in state-owned media enterprises.